The Omni Wars
by The Emerald Shapeshifter
Summary: The intergalactic war for power has spread to Earth. Only Ben and Gwen remain as its protectors. But when Gwen is taken by a sinister race, Ben must make a choice—stay and protect Earth, or save his cousin...and leave Earth alone.
1. Prologue: The Deal

**The Omni Wars**

**A Ben 10 Fanfiction**

* * *

_War is not pretty._

The intergalactic was for power has spread to Earth. Only Ben and Gwen remain as its protectors, since Max is off on another world, far from them. But when Gwen is taken by a sinister race, Ben must make a choice—stay and protect Earth, or save his cousin…and leave Earth alone.

* * *

**Prologue: The Deal**

_Well, we did it again. In a bad way._

_Is it possible for two fifteen-year-olds to change the course of a galactic war?_

_Of course. I have the Omnitrix._

_Here's the story: Plumbers, aliens, humans, and all._

* * *

**Benjamin Tennyson's Omnitrix Alien Log**

**Last Updated – October 31, 2011**

**Current Update – December ??, 2011**

**Heatblast**

Species – Pyronite

Home World – Pyros

**Wildmutt**

Species – Vulpimancer

Home World – Vulpin

**Diamondhead**

Species – Petrosapien

Home World – Petropia (destroyed)

**XLR8**

Species – Kineceleran

Home World – Kinet

**Grey Matter**

Species – Galvan

Home World – Galvan Prime

**Fourarms**

Species – Tetramand

Home World – Khoros

**Stinkfly**

Species – Lepidopteran

Home World – Lepidopteran

**Ripjaws**

Species – Pisccis Volann

Home World – Pisccis

**Upgrade**

Species – Galvanic Mechomorph

Home World – Galvan B (lone moon of Galvan Prime)

**Cannon Bolt**

Species – Arburian Pelarota

Home World – Arbur (destroyed)

**Wildvine**

Species – Florauna (transit species; found all across the galaxy)

Home World – Flors Verdance

**Benwolf**

Species – Loboan

Home World – Lobo Luna

**Benmummy**

Species – Pharaohan

Home World – Unknown

**Benvicktor**

Species – Unknown

Home World – Unknown

**Upchuck**

Species – Gourmand

Home World – Peptos XI

**Ditto**

Species – Unknown

Home World – Geminias

**Way Big**

Species – Unknown

Home World – Unknown

**Eye Guy**

Species – Unknown

Home World – Unknown

**Snotblob**

Species – Unknown (same as Gluto's)

Home World – Unknown

**Razorblade**

Species – Ditonan

Home World – Dinota

**Dragonfire**

Species – Dracona Chiropteran

Home World – Unknown

**Mudpuppy**

Species – Unknown (called 'mudpuppies' by the Plumbers)

Home World – Unknown

**Spitter**

Species – Unknown

Home World – Unknown

**Sandbox**

Species – Silicon Terran

Home World – Terra

**Arctiguana**

Species – Glacian

Home World - Glacia

**Time Change**

Species – Unidentified

Home World – None (trans-dimension species)

**Waterpump**

Species – Unknown

Home World – Pisccis

**Kamekalion**

Species – Hydroconian

Home World – Unknown (destroyed)

**Pitch**

Species – Unknown

Home World – Unknown

**Shadowspirit**

Species – Unidentified

Home World – Unknown

**Spin Cycle**

Species – Unknown (extinct)

Home World – Unknown

**Atomix**

Species – Unknown

Home World – None

**Stretch**

Species – Unknown

Home World – Unknown

* * *

"Have fun, Grandpa!" 

"Tele-message soon!"

Gwendolyn and Benjamin Tennyson bade their grandfather, Maxwell Tennyson, goodbye. For he, being a Plumber at large, had been summoned into our space by the group of aliens known as The Council. Why, the two children didn't know.

Max waved goodbye to his two grandchildren. "Be careful while I'm gone!" he said, waving as he approached the spaceship. Tetrax, one of the last remaining Petrosapiens, stood in the gateway to the entrance of the ship, watching in silence. His pilot, Gluto, waved at Gwen, blushing, though it was hard to tell with his red coloration.

Ben snorted, and Gwen elbowed him. "We will!" she assured her grandfather, waving. "Bye!"

Max waved one last time before the door closed, and the ship began humming, preparing for take-off. Gluto appeared in the broad window, waving at Gwen, before a crystalline hand grabbed him and pulled him back. A few seconds later, the ship hovered into the air, the jets powering up and taking off into the sky.

Ben snickered before turning to Gwen. "So…now what?"

Gwen just crossed her arms. "It's Sunday, doofus. We go home now."

Ben groaned in distaste. "But I want at least one day to goof off!" he whined.

"You remember what the Plumbers said! No using your powers unless there's an alien attack! At least when Grandpa's gone."

"That's a load of bull—"

Gwen pushed him. "C'mon, let's go!"

Ben sighed and began walking. "Grandpa leaving near Christmas—how mean is that?"

"Ben, this is an intergalactic crisis," Gwen told him. "I think that has priority over us."

Ben just '_harumph_'ed, annoyed.

* * *

A shadowed figure watched the screen with interest. "This is the one who holds the Omnitrix?" 

"He is nothing, Master," a smaller figure said positively.

The other glared, and suddenly, the smaller one was pinned against the wall by an invisible force. "Never underestimate someone, even a human," he growled.

The camera narrowed onto Gwen…

* * *

Never intended this to be around Christmas! Merry Christmas, though! I hope this story will be really long, probably as long as 15 chapters, hopefully.

If anyone has any alien ideas, like ones that can help or hinder Ben, PM me, please! I might make it an Omnitrix alien, so keep looking for changes in his alien list in this chapter!

—_The Emerald Shapeshifter 777_


	2. Alien Age Cometh

**The Omni Wars**

* * *

Instead of Ben/'Alien he is', I'm just gonna write the alien's name. It's easier.

I came up with some good ideas for this story in school (wow, I actually learned something). I will only say one word as a hint: Incarcecon.

Okay, fine, another hint: _Trapped_

Why is that italicized? You'll have to go to my homepage to find out…

_**SWEARING ALERT!**_

* * *

**Chapter Two: Alien Age Cometh**

"It's getting colder," Ben's voice said simply as soon as Gwen had answered the phone.

"Have you been going Arctiguana?" Gwen asked suspiciously.

"No. It's just getting colder—I'm looking at my mom's garden thermometer now…it's almost freezing…"

"Ben, it's Bellwood. In December. Near Christmas. What did you expect, a heat wave?"

"Well, no, but it shouldn't be dropping this fast—look now! It's, like, _at_ freezing!"

Gwen hurried and ran outside, not bothering to put on a coat, or even shoes. "Are you outside?" she asked into the phone.

"Yup," was his answer. "But there's something weird…"

They both realized what it was at the same time.

"I don't feel cold…"

Suddenly there was a clang, and a dull, persistent beep: Ben had hung up.

* * *

Ben dropped the phone, running into his house. He entered the basement, and went over to the far wall. He pressed the Omnitrix to a stone, and it slid back, revealing a TV screen and a keypad. Ben pressed in the contact to his grandfather.

"Max Tennyson here—Ben?" His grandfather's face appeared on the screen, looking confused and happy at the same time. "It's only been a day since I left and you're calling me?"

"Well…" Ben said, shrugging dismissively. "I missed you, so…"

"Uh-huh. What's up?"

"Grandpa, it's gettin' colder here," Ben told him.

"It's winter, Ben."

Ben sighed quickly. "I know that—but, it's below freezing and dropping still. And when Gwen, or I, go outside, we don't feel cold."

Max raised an eyebrow. "Gwen knows?"

Ben nodded. "Yup."

Max pressed a finger to his forehead, closing his eyes in thought. "Do what you can, and keep a lookout for any alien signals. I trust the Plumbers know?"

Ben shook his head. "I can't go to Mount Rushmore without—"

"Then use XLR8. This is strange, maybe you should check up on them."

Ben nodded. "Okay."

* * *

Gwen bent down to pick up the phone. "Dweeb? Hell-o? Why'd you hang up on me?"

Suddenly, a sharp piece of metal flew through the phone, piercing the brick wall of her house. She looked to the left to see a figure shadowed by the sun behind it.

"Who are you?" Gwen said, stepping back, her hands glowing with blue energy.

* * *

A dull thud was the only sound in the Plumber's Headquarters under Mount Rushmore. XLR8 sped in, halting himself easily. The stripes on his arms were starting to fade from their racing blue color, almost to grey now.

He lifted his visor and looked around with narrowed eyes.

There was not a living soul in the bunker.

"Hello_-lo-lo-lo…_?_…_" he yelled, his voice echoing through the large space. Then, he heard a sound behind him.

He turned around. There was nothing. He heard it again, and he spun around with XLR8's speed. Behind him was a small robot, about a head shorter than an adult human. It has pinchers where a mouth should be, and its eyes narrowed in on him as it brandished a claw-like hand.

"What is this, _Transformers_?" XLR8 asked himself.

The robot just cocked its head at him, looking at his chest…

XLR8 blinked, charging forward, claws outstretched to stab at the robot. The robot backed away and jumped with amazing speed, crouching on the tops of the lockers like a cornered animal. It made a metallic sound as it screeched at him.

"Who sent you?" XLR8 asked.

No answer.

"Okay, robo-freak. You asked for it!"

Turning into Upgrade, the Mechomorph flew at the robot, grabbing onto its arms and melting into its body. The robot fought back, resisting the metallic alien and tearing him off its body and throwing him away.

Upgrade took a second to regain his shape. He glared at the robot, who rotated its head and stood up on two legs. Its eyes began to glow, and a beam of light shot out, widening to reveal a holographic image.

"Slix Vigma…" Upgrade hissed, looking at the robot in the image. Slix certainly hadn't changed since his last encounter five years ago, but he seemed more menacing.

"Benjamin Tennyson…" Slix said, pointing a long, thin finger at Upgrade. "It's been a while. Too long have I dreamt of revenge, after what you did to me."

"What _I_ did to _you_?" Upgrade asked. "You abduct me, force me to fight for my life, and you expect me to _like_ it? You're one sick cyborg, I'll give you that."

Slix just shook his round-ish head, closing all his eyes. "I work for a new master now."

"Who is it? Animo? Percy? The Forever King? Vilgax?" He stopped at the last name. "Oh, right, I killed Vilgax! Animo is on Incarcecon, Percy is dead, and the Forever King is floating around the cosmos! I have many ideas for you, Slix."

Slix seemed to grin, though he had no mouth. "So I see you are capable of killing in cold blood, human. It won't save you."

"How so?" With a flash, Ben reverted to human form.

Slix floated backwards to reveal…Gwen. Ben's heart dropped as he saw her. She looked seriously beat up, her wrists and ankles pinned to a wall by pink energy fields. Her eyes were closed.

"Gwen!" Ben shouted.

Slix just stared. He soon was replaced by another figure, this one too dark to be seen.

"Who are you?" Ben said, suddenly whispering.

The figure only grinned. "No one you should be concerned with. If you wish to return to Earth with your cousin alive, bring me the Omnitrix. If not, she will die."

The transmission ended.

The small robot looked questioningly at Ben. The boy closed his eyes, snapping them open as a green light turned him into Fourarms. Grabbing the small robot, he began ripping it apart with no remorse.

"You bitch!" Fourarms yelled.

He grabbed what was the power source of the robot and squeezed it in his hands, and it blew up, but didn't harm him.

* * *

Well, there's Chapter Two. It seems a bit rushed, but it will get better!

I can't wait till Christmas! We took a peek at our presents. I got a video camera. We (my sister and I) got credit cards! OMG!


	3. To Them I Say!

**The Omni Wars**

* * *

Well, since I have four new aliens, I thought I'd start off this chapter with a small summary of the aliens and their powers and the like.

* * *

_**Stretch**__ – Stretch is an elastic alien. He looks like a blue humanoid thing. His whole body is elastic and thin, but he is nearly as strong as Fourarms. His eyes don't have pupils, just green eyes. And he only has two fingers and a thumb on each hand. The Omnitrix insignia is on the center of his body._

_**Atomix**__ – This alien is vaguely humanoid, in a similar appearance to Ditto. He has thinner arms, with fins on them (if you want, similar to the Pokémon Garchomp). He also has fins on his ankles. His skin is grey, and the fins on his arms and ankles have a black stripe on them. He has a fin on the back of his head, like a shark. His hands are vaguely large, and this is because they are used to propel him (and the others of his species) through outer space. No one knows how these aliens can do that, but they are able to create propulsion from holes in their hands, similar to a space shuttle taking off, so strong, they can fly through space faster than any known space ship. He can also create a green force field to protect him as he enters a planet's atmosphere. When Atomix talks, it sounds like Ditto's (only furthering the belief that they come from the same planet, maybe), only deeper. The Omnitrix insignia is exactly where Ditto's is._

_**Shadowspirit**__ – This alien looks human, but under his clothes he does not. He can transform his body into something that looks like a giant moth, allowing him to fly at high speeds, making him Ben's best alien for aerial combat. Alone, he is also very wily, and cunning. He can reach top flight speeds of about 100mph, second only to Atomix and XLR8 (though XLR8 can't fly, duh). Shadowspirit can't talk. (This alien is based off of Spirit from Ōban Star Racers; I do not own him). The Omnitrix insignia is on his chest._

_**Spin Cycle**__ – This alien can only be described as a twenty-foot-tall tornado of green and tan energy with red eyes. No one knows what this alien is or where it came from, only that it is highly destructive in cities. It may as well be a manifestation of atmospheric and ecto energy, but none are certain. This alien can be used to wipe out massive attacks. When this alien speaks, it sounds like a loud rumbling, deep voice. Ben only uses this alien for massive damage attacks, and nothing else. The Omnitrix insignia can be found right above his eyes._

* * *

**Chapter Three: To Them I Say!**

Ben sat on the floor amidst scraps of metal and the decapitated head of the small robot he had just destroyed. He looked at it with sad eyes.

"Don't look at me like that," he muttered to the head. "This isn't my fault."

Pause. No answer.

"I have to go help Gwen. But…I should tell Grandpa."

Pause. No answer.

"And Mom…"

The head did nothing. He didn't expect it to.

"I can't waste another moment," he said quietly. "If it's the Omnitrix they want, it's the Omnitrix they'll get."

He grabbed a small box from the scrap heap. "I'll need this…" he murmured.

* * *

Tetrax approached Max, looking down. 

"Um, is there a problem?" Max asked, noting the look on the Petrosapien's face.

"Unfortunately, there is," Tetrax said heavily. He looked behind him. "Gluto!"

Gluto ran up behind Tetrax, handing Max a small, metal box. Max took it, looking at it, then up.

"What is it?"

Tetrax pressed the button on the side of the box, and a holographic image came up. It showed a shadowed figure, saying this: "If you wish to return to Earth with your cousin alive, bring me the Omnitrix. If not, she will die."

Tetrax sighed. "This was sent via message droid to your grandson, Benjamin, holder of the Omnitrix. We recorded it. You-Know-Who has your granddaughter, Gwen."

Gluto peered at Max. He could've sworn that, if the human's face fell anymore, it would've fallen clear off his head. The red alien let out a concerned squeak.

Max suddenly grew serious. "Where's Ben?"

They ran to the bridge, where Tetrax brought up a picture of Ben's house. Nothing. Gwen's house. It showed signs of a battle outside of her house, boulders uprooted from the earth, and footprints scuffling around. The Plumber's HQ…

"_I need to save Gwen,"_ they heard Ben saying, as he paced back and forth in front of the pile of scrap Max took to be the remains of the messenger droid. _"No one else can come. No one else is getting hurt."_

Max's eyes widened as Ben lifted up the Omnitrix. The face began glowing fiercely, and he transformed into the sleek grey alien known at Atomix. He peered at his body, nodding. Then, with a scowl, he turned to the messenger bot and touched it, as if soothing its feelings.

"_Tell them…I'll be back. With Gwen."_

With that, flames shot from his hands, jettisoning him into the air. He didn't expect the robot to answer him; it was only to reassure himself.

Tetrax cut off the transmission, sighing again.

Max looked down, silent. Nothing could be said.

* * *

The Plumber HQ was silent once again. Five minutes after Ben left, sound appeared again. 

The scraps of the messenger bot's power source slowly came back together with a whirring and shaking sound, and the robot itself slowly reformed as well. It stood up tall once again, twisting his clawed hands around experimentally. Then, nodding, it jumped onto the lockers and climbed up, towards the hole Atomix made, its metal feet clanking against the metal.

* * *

Currently in space, Ben decided—he would find and hijack and ship and crew, and learn the location of the being that took his cousin by showing life forms the transmission. It was a stupid plan, but the only thing he could come up with. 

He then saw Tetrax's ship heading towards him. _Grandpa? No! Not now!_

Then, an idea came into his head—so dangerous, he could be arrested by outer space police for breaking into a ship.

Oh well.

With that, he fired himself forward, crashing through the ship's metal.

_Break in, find an escape pod, don't let them know I'm an Omnitrix-powered alien…_

* * *

"We've got a hull breech! Sector four!" Tetrax ran to one of the consoles, and typed rapid commands. "Hull breech!" 

Gluto began to freak out. He had never before experienced something breaking into his own ship. He looked back and forth, from Max—who was looking around, surprised—to his commander, Tetrax. He looked up…and pointed.

Tetrax looked up to see a something slithering along the ceiling. It looked like a black snake, from Earth. "Get it! Get it!" Tetrax yelled, pulling his laser gun from its holster and shooting at the ceiling. The thing twisted and turned to avoid each laser blast, which left holes in the ceilings. The thing jumped down, taking on a humanoid form…a Galvanic Mechomorph.

"Ben?" Max questioned.

The Mechomorph turned around. It had no Omnitrix symbol.

"You're not Ben!" Max said accusingly. But something tugged at the back of his mind that this was Ben…

The Mechomorph shot green plasma beams from its lone eye at them, each beam barely missing the others. Max dodged one by diving to the floor and sliding across the metal and grabbing onto the alien's feet. He was more agile than he appeared.

The alien oozed out of his hold and over to the monitors. Tetrax was helping Gluto back into his metal base (as he had jumped out to avoid a plasma blast), and Max was on the floor. The Mechomorph melded itself with the computers and, thus, the rest of the ship.

* * *

Upgrade grinned. He found what he was looking for. In the docking bay, there was a ship. Not too big, not too small, just the right size. 

And he didn't even need a crew. He had Grey Matter and Ditto—to learn how to steer and a crew.

* * *

Whoo! Finished with this chapter!

**_Stretch belongs to_ U-K**


	4. Into The Fray

**The Omni Wars**

* * *

Sorry if this chapter sucked. I was stupid with my computer today and gave my sister a side account. My laptop is retarded, and when I did that, I lost all my files. Luckily I keep a backup disk of all my WORD files, pictures and music. I just hadn't saved all of this chapter…

**Ben may seen OOC...**

I also have an account on Neopets . com. Someone hacked into it, because of this stupid link. I didn't know what it would do… But, it's all good now! Hacker gone!

And then my account was frozen for falling for the scam.

Merry Christmas me. Worst Christmas meltdown ever. Technology ruined it!

And helped it. We got temporary credit cards to use for iTunes and now I have songs I never did!!!

* * *

**Chapter Four: Into the Fray**

"Benjamin Tennyson!" Max shouted, causing the Mechomorph to pop its head out and look at him. Max pointed at the floor in front of him. "Here. Now!"

The Mechomorph slowly floated over to his, looking down. On its chest was, indeed, the Omnitrix insignia.

"Why, Ben?" Tetrax asked, coming up to him. "I could have you arrested for attack and sabotage!"

Suddenly, another explosion alerted their attention. They turned to see the messenger bot rising onto two legs. It looked straight at them and produced a holographic image—of Ben.

"_Tell them…I'll be back. With Gwen."_

Then, the image vanished.

"That's why," Upgrade said, pointing at the robot as he turned back into Ben. "Gwen's gone missing; someone's taken her. I need to find her, and I need to do it alone!"

Max took a step back from the force of Ben's response.

"I'm going to save her," Ben said confidently. He turned to Tetrax. "What's more important? Saving one lone girl from an evil being, or protecting a planet that no alien likes?"

Suddenly, Tetrax pressed a button on the control console. "Galactic Armada, this is Tetrax. We have a renegade Protector, send in reinforcements to seal off Earth's quadrant."

Max sent him a glance. "Do you have to call in the Armada?"

"Yes. Protocols, you see. You understand."

"You're calling the police on me?" Ben asked, crossing his arms. "Who is the Armada? And what did you mean by 'Protector'?"

"Nothing you should be concerned about."

"But I should be. You say I'm a protector, so I should know what it is."

"Ben, you're being irrational," Max chided.

"Bull."

"You're making us seem like the bad guys!"

"Well, you're sure as hell actin' like it!"

"Ben!" Max yelled. "Language!"

"Oh, like you've never cussed before."

"That's not the point!"

"I know it's not!" Ben held out a hand as if to steady himself, and looked down. He exhaled slowly. "All that matters is if I find Gwen. I have to save her."

"You told me you didn't like her," Tetrax said slowly. "Why do you want to save her?"

"Um, excuse me," Max said, turning to the Petrosapien. "She is my granddaughter, too."

"Sorry."

"No, you're not," Ben said. "None of you are." He averted his gaze. "I don't hate Gwen. I don't want anything bad to happen to her."

"And I'll find her," he continued, looking up with a dangerous glint in his eyes. "If I have to become the bad guy to find the bad guy, so be it! Besides, whatever this…'Protector'…stuff is about, I'm sure that Gwen deserves to be one as much as I do. More than I do, in fact. If it weren't for the Omnitrix, I'd be nothing." He pointed accusingly at Tetrax. "You aliens sent this thing down here!" he said, gripping the Omnitrix on his wrist. He slowly began to back into one of the hallways, Tetrax and Max following. "This is all your fault! If it wasn't for you, I could live a normal life, and Gwen wouldn't be on Death's door right not, damnit!"

Max gaped. This didn't sound like Ben.

"Ben, the galaxy is in the midst of an intergalactic war," Max said. "And Earth is the grand prize. Do you know why?"

"We have awesome ice cream?" Ben asked.

"The Omnitrix. Whoever controls Earth controls you."

"I'm still going," Ben said confidently. "I'll find whoever has Gwen, and save her and come back to protect Earth."

"It's _war_, Ben!" Tetrax intervened.

"Then I'm going into the fray."

"And just how long will that take?" Tetrax asked.

"And how do you know you'll save Gwen?" Max asked softly.

"All I want is Gwen home," Ben said softly, noting Max's expression. "I don't care how long it takes. I have to." He turned to Tetrax. "According to Upgrade, you have a sleek fighter ship called the Diamond Aura, from your home planet. Upgrade approves, so where is the ship?"

"Ben, this isn't like you to actually care about Gwen…" Max said.

"And you don't, Grandpa? Did I imagine that first summer when I got the Omnitrix and Gwen got magical powers?"

Silence.

Tetrax lifted up his arms and hands, crystals materializing and shooting at Ben. He yelped as he was thrown backwards and pinned to the far wall.

"Okay, that's it!" Ben said. "No more 'Mister Nice Guy'!"

Suddenly, with a green flash, he was Fourarms, breaking through the crystal and grabbing Tetrax by the front of his uniform. "Where is that ship??"

Tetrax swallowed, knowing better than to make Ben mad. "In the docking bay, left side."

Fourarms nodded. With that, he ran off, to the docking bay. Max looked to Tetrax and slapped him, not too hard.

Suddenly, there was a green flash. Max, Tetrax and Gluto ran after Ben. They found him in the docking bay as Ditto, with ten copies of himself standing back-to-back, surrounded by about thirty-five or forty aliens in official-looking outfits.

"This must be the Armada," one of the clones said calmly.

"Not the tough-looking, are they?" another one said, poking one of the weapons an alien held that would be the equivalent of a nightstick.

"I'm _so_ scared," yet another said.

"Save me," another clone said, sounding bored, lifting up his index finger and swirling it around in the air, like, 'Whoop-de-freakin'-doo'.

Then, there was a thousand Dittos, like a wave of them, crashing into the Armada members present, knocking all of the aliens into unconsciousness.

"Whoo!" the first Ditto clone cheered.

"We did it!"

"Look what I got!" One of them held up one of the nightstick-like weapons. He peered at it. "Ah, cool, it's like a gun!"

"Let me see!" all the clones—as there were only ten again, now—gathered around and looked at the weapon.

"It is a gun!"

"Aliens don't use guns."

"Laser then."

"What if they don't use lasers?"

"Oh, come on! We watch the Sci-Fi channel!"

Suddenly, the nightstick backfired and shot at the ground, with red lasers, leaving holes and scorch marks. The Ditto clones dropped the stick and seemingly danced away, trying to avoid the laser blasts.

"This is all your fault!"

"My fault! We're the same!"

"It's still your fault!"

"Shut up you two!"

"I will not!"

"Get in the ship!"

"Make me!"

"Get in the damn ship!"

The Dittos' voiced trailed off as Max and Tetrax guessed they got into the ship they wanted.

And the ship took off. It was a soft blue metal, but strong. The jets fired up, and it flew over all of the boxes that were in the cargo bay.

Right towards the door.

"They're on a collision course!" Max yelled. "Tetrax, Gluto, open the door!"

"Do not open the door," Tetrax ordered, holding his ground.

* * *

For those of you who are saying, 'Ben sounded OOC, no!', or 'No way would Ben wanna save Gwen!', listen to this. If you were Ben, you'd actually wanna save Gwen. Even though they hate each other, they're still family. And Ben just wants to goof off in space.

His choice. Moron.


	5. Truths

**The Omni Wars**

**

* * *

**

Everyone, remember: This fanfiction trails from my other one, Halloween Horrors. Ben and Gwen are still fifteen, going on sixteen.

* * *

**Chapter Five: Truths**

"He is coming, Master," Slix Vigma said, turning to the figure behind him.

"Of course he is," the figure said, his voice deep. "All is going according to plan."

Suddenly, a wave of energy knocked Slix backwards. He picked himself up, trembling, and looked at his master.

"Lock it up," the dark figure said, turning to a giant viewing screen. "I don't want trouble when it wakes up."

Slix nodded, turning to the girl, all the while thinking about how dealing with humans was beneath him.

* * *

"Batteries to power!"

"Turbines to speed!"

"Man, am I really such a moron?" one Ditto asked himself, grinding his knuckles into his forehead in frustration as the other clones tried to make the ship speed up.

"We need to go slower, you idiots!"

"No, faster! Shoot the lasers and blast through the door!"

"This ship has a force field."

"Use it!"

"Okay! I'm tryin'!"

"Now!"

"Shut up! I'm doing it!"

"Hey, I got that guy's nightstick laser!"

* * *

"They're speeding up!" Max said.

Groans caught their attention as the Armada members slowly woke up. They gazed around.

Tetrax pointed at the ship. "Stop that ship!"

The Armada ran towards the ship, but of course, they couldn't keep up with the ship. They aimed with their weapons and shot at the ship, but Max finally realized why the ship was called 'The Diamond Aura'. The laser blasts were refracted and reflected back at the source, destroying most of the weapons. One of the aliens cried out in distress.

"Where's my laser stick???"

* * *

"Dude, put the stick away."

"What?"

"Now!"

One Ditto wrestled the nightstick away from the other, smacked him on the head with it, went to a window, opened it, and threw the stick out.

* * *

The stick flew out, knocking one of the aliens in the head and knocking him out again.

There was a green flash, and suddenly, the light blue ship was green and black, and flying faster and faster. A cannon appeared at the bottom of the ship, shooting powerful bullets at the controls to the door. The door slowly opened.

The vacuum of space began to suck the air out of the docking bay. The ship was sucked out, but it stabilized very quickly and began to cruise off. Tetrax, Gluto, and Max all held onto something stable near them to prevent being pulled into space.

Soon, the door closed. Tetrax stood and brushed himself off, then looked Max straight in the eye. "We must tell the Council."

Max nodded wearily. "I know."

* * *

The Ditto clones were in their respective stations. They had all learned how to pilot the ship, and other necessary functions.

The ship was large, but sleek, about the size of a passenger airplane from Earth. It was shaped like a diamond, which helped it to move faster and evade attacks quicker. If a Petrosapien touched it and concentrated, the ship would become the same crystal that made up the alien's body. It was one of the dozen of ships that managed to survive what Petrosapiens called 'The Great Refraction', of their planet blowing up. The ray fired at their world was reflected and refracted, destroying all their colonies nearest to their home world. The ones beyond held a small number of their kind, and they were all that is left of Petropia.

The ship was also a momentum to the great Petrosapien legacy.

One Ditto clones peered at the golden plaque on the wall near the captain's seat that told him that. There was a smaller plaque below it.

_Our Legacy Will Live On._ That's what was engraved in the plaque.

Ditto sighed, sitting heavily in the captain's chair, running his fingers along the flawless metal of the arm. It was no different from chairs on Earth, except for the elegant curve, and the fact that it floated.

Then, one Ditto clone entered, holding something. It was a large red crystal, about the size of an adult human's fist. It glowed with a malevolent crimson light, and seemed almost alive. Luckily, though, it was encased in a crystal/glass orb.

"I read some inscription near the case this was in," the clone said. He looked up. "This was the weapon Vilgax used to destroy Petropia. Apparently, this ship was transporting it when it was attacked by our 'friend' Tetrax."

"No one is our friend, not until we find Gwen and get her back to Earth," the true Ditto said. He stood up from the chair and walked over to the one holding the crystal. "Now, put this back. I don't want it in the wrong hands."

The clone nodded and ran off.

"For now, we have to avoid this 'Armada', and this 'Council', or whatever they are," Ditto continued. "We need to avoid all possible contact with any other living thing. The Armada and the Council are, right now, our worst enemies."

"I can't believe Grandpa tried to stop me…us…whatever…from saving Gwen!" another clone said, turning from the controls he was working with. "I mean, he's _Grandpa_!"

"I know," Ditto said, sitting in the chair again. "We just have to be wary of any tricks." His gaze darkened, as well as every other Ditto's gaze. "Gwen's my cousin. No matter how much of a doofus she is, she's family. I'm a hero. I'll save her."

He sat back in his chair, then he sat up straight and slapped himself. "When did I get so smart?"

"Approaching…something," a Ditto clone reported. He laughed. "This is so cool!"

All the other Dittos muttered their agreements.

The true Ditto looked out the window to see a huge, space station-like vessel. It slowly revolved in space, and their ship paled in comparison to the giant size of this new station.

"Whoa."

"Seriously."

"Dude!"

"That's—"

"That's big."

* * *

Happy New Year's!

To tell the truth, I don't really care much for New Year's Evening. To me, it's just another day, another year adding onto my already boring life. _(sigh)_

And I'm listening to the Pokémon Theme Song while writing this.

WHY?


	6. The Council and the Armada

**The Omni Wars**

* * *

In this Chapter, I'll tell you who the Council is! YAY!

I'm gonna be nice. I could make a bunch of the main characters aliens that I randomly made up, or some that are unfamiliar, but I'm going to make them all Omnitrix aliens. Call me lazy. Or call me merciful.

* * *

**Chapter Six: The Council and the Armada**

Max personally knew the Council. He was once offered a position in it, the first ever offered to a human. He had declined, but the Council said they would hold the position in case he changed his mind.

The Council consisted of many aliens, but six held the top positions.

Tykrol is a Tetramand. He is Head of Offensive, meaning that, whenever there should be a fight, his sector would go immediately and fight. He was good in what he did, and he was a very capable warrior, and could take out his whole army alone. He is kindhearted, though quick to come to a conclusion and is hard to sway once he claims something.

Ciron is a Lepidopteran. She is Head of Defensive, meaning whenever the Council Station, or an ally planet was in danger, her army would protect it. Of course, as its name implies, her section is strictly defensive. Ciron is a reformed outlaw, and her evasive and defensive skills were so impressive she was offered a position on the Council. She has a temper, but most of the time, she's quiet and doesn't say much that doesn't have to do with her job.

Eurth is a Galvan. He is Head of the Technology and Research Department, building new weapons and machines to help the creatures of the galaxy. He also creates them to assist in both Defense and Offense. Also, he is a medical engineer, creating new medicines, and he is in charge of the medical facility located within the Council Central. He has a carefree attitude, but is serious when threatened.

Ssyteth is an Ectonurite. He is the youngest being on the Council, or the youngest to actually hold a position of power at all in the galaxy. In human years, he is only thirteen, but on his world he is seventeen phases (the time they use, one phase is a little longer than a year, maybe less). He is Head of Creative Intelligence, meaning he orders an intricate web of 'spies' and allies all across the galaxy. He also trains those in 'magic', or what the aliens called 'unusual science'. It is common practice. He also helps Tykrol train his warriors to think 'outside the box' and take advantage of the opponent.

Er're is a Pisccis Volann. He has a special breathing apparatus strapped to his back, giving him unlimited time out of water. He is Head of the Navy, which, as its name implies, he deals with all aquatic and semi-aquatic things the Council and the Armada must deal with. He is extremely harsh, though, and he usually never takes a break unless ordered. If a person higher than him gives an order, he follows it immediately.

And then, there is the Council Leader. Her name is Kylo. She is a Kineceleran, and her quick thinking has never failed the Council or the Armada. She is Head of the Council, and Head of the Armada, as well. She is a very capable pilot, and learned from Tykrol in battle, from Ciron in evasive maneuvering, from Eurth in technologies, from Ssyteth in creative arts, and from Er're in marines. She is by far one of the most capable being in the galaxy. She is a little proud of her home world's traditions, and she tries to uphold them no matter what. Never once has anyone seen her use the Kineceleran's devastating speed, but she is said to be the fasted alive.

The Armada is the upholder of the law, like outer space police. They had no power to mess with the laws on any planet, moon, or otherwise, but they did have the power in outer space. They have a huge fleet of the most advanced ships. Outer space used to be un-orderly, with killings everywhere by those who just enjoyed it. The Council and the Armada was formed to change that.

Then, of course, within the six major groups there were Admirals, Generals, and etcetera.

Max was going to be appointed to Head of Peace Operations, a newly made section, but he turned it down and the Council had no one else to choose from they could trust.

Max sighed and rubbed his temples, grinding his knuckles into his forehead in a vain attempt to get rid of the headache he had. His grandson had stolen a space ship, run off, and was who knows where.

"Um, Max?" Tetrax's voice cut into his thoughts.

He ignored him.

"Max?"

Still ignored him.

Gluto sidled up to Max's side and patted his knee to get the human's attention. Max looked at him. "Yes?"

"You'd better have a look at this," Tetrax said from the helm.

Max walked over and looked at the large viewing screen. What he saw was the large, thick, disk-like station that was the Council Central. And, caught in a blue tractor beam was a large—but it looked microscopic compared to the space station—diamond-shaped ship, being slowly reeled in, like a fish.

"Ben…" Max breathed.

* * *

One of the Dittos sat down in the captain's chair, crossing his legs, and posing like a fisherman reeling in a catch. "Yup," he said, taking on a Southern accent. "I caught's a big one 'dis time. Yesser, it's a bug'un."

Another Ditto slapped him. The original. "Oh, hush. What should we do, everyone?"

All the Dittos stood and looked at each other, thinking. They all spoke at the same time, with the same word. "Fight?"

"Maybe we should see who they are, first," one suggested.

Suddenly, the door in the back opened, and who came in surprised all of them. It was a large alien, with four arms. A Tetramand. He was wearing armor similar to the one Fourarms wore in "Game Over", but that wasn't what surprised them.

This one was white. White with pink eyes. Albino.

* * *

An albino Tetramand, huh? That's new.


	7. Friend Or Foe?

**The Omni Wars**

* * *

Get ready for guest appearances. That, meaning I'll be taking minor and major characters from other TV shows, video games, etc. to use as aliens. Maybe. Got any ideas?

* * *

The large Tetramand was easily three feet taller than Fourarms, and he was more muscular. His four pink eyes portrayed no emotion as he scrutinized them all, glancing each Ditto over once and twice again. He had on no shoes, and his feet made stomping sounds as he approached the true Ditto.

"You and your clones must come with me," he said. "You are under Council arrest."

"How could you tell? Uh…sir."

"It is simple. Each other was looking at you."

"Oh." With this, Ditto glared at his other clones. "What if I don't wanna go?" All Dittos suddenly crossed their arms in unison with the true one.

"Then you will be sent to a deserted moon."

"Joy. Okay, I'll go."

* * *

The Dittos (there were eleven only now) were forced to walk in front of their 'captor', in case they all decided to bolt. They walked with military precision in an 'M' formation, as if trying to impress the large alien behind them.

Suddenly, he spoke. "Halt."

They all stopped, and turned around to look at him.

The large alien studied them again. "Become whole again, and return to your true form."

They did as they were told, but the one Ditto left over took a step back. "What do you mean by that?"

"Don't play stupid with me," the Tetramand said gruffly. "I see the symbol on your forehead, boy."

_Darn it,_ Ditto thought. He stood up straight, though, as the flash of light transformed him into a human again.

* * *

"How'd he get here so fast?" Tetrax asked. "He can't pilot the ship on his own, and even a Galvanic Mechomorph takes a few days to travel that distance."

"Don't underestimate Ben," an exasperated Max said. "He's a lot more capable than you know."

Gluto tapped Tetrax on the foot, signaling for him and Max to go in and try to get Ben out. Tetrax nodded silently. He approached the control console and typed in a code, and the door in front of them opened slowly, and Gluto cruised their ship inside.

* * *

Ben was being extremely stubborn, as he didn't want to see any authority until he saved his cousin, forcing his 'captor' to have to pick him up by one arm and carry him down the hall.

"Are all humans so incredibly stubborn?" the alien asked him.

"Maybe," Ben said slowly.

"I am Tykrol, Head of Offense for the Council," the Tetramand informed him.

Ben started, somehow managing to get Tykrol to let go of him. "What? Council? I need to go rescue my cousin!"

"You wouldn't be the rouge Protector I heard about?"

"Wouldn't I?"

Suddenly, a familiar thudding sound was heard, and down the hallway came a pink and black streak. It stopped in front of them, finally revealing who it was.

It was a Kineceleran. This one looked very similar to XLR8, only it was pink where he was blue, and the black was more of a dark grey. This one even had a face mask, and it opened, revealing a face with red eyes and a stern look. The Kineceleran did not have the wheels on its feet that XLR8 had, but her feet seemed to resemble Heatblast's. The hands were also like XLR8's, but they were a pale pink, like the claws on its toes. It looked down at Ben, bending down to his level to look him straight in the eye. Then, it spoke.

"You are the rouge Protector, boy," it said, its voice feminine. She grabbed his wrist tightly—the one holding the Omnitrix. "Come with me."

She turned, and made a position to run off, but then turned around and looked at Ben. "Well?"

Ben cocked his head, turning into XLR8.

"Ah, a familiar face," the female said. She extended her hand, the claws pressed together. "I am Kylo, Head of the Council and the Armada."

_Then I wanna be as far from her as possible,_ XLR8 thought. _Wait—what?_ "Familiar face?" he asked.

"One, you're another Kineceleran now," Kylo said. "And, did you know, I was the one to put my DNA on the Omnitrix?" XLR8 blinked, and the pink one giggled. "Glad to see it's working."

"Wait, so…" He decided not to ask. _I turn into a girl when I'm XLR8?_ He shook the thought from his mind. He, instead, pressed his own claws together and touched the tip of them to hers.

She grinned beneath her visor. She turned and ran off, beckoning him to follow. XLR8 turned to look at Tykrol, who nodded silently.

So he turned and ran after Kylo.

Tykrol just shook his head, and laughed a rare laugh, starting to walk again, following the two at a much slower pace.

* * *

"Ssyteth!"

The Ectonurite turned to gaze at the one who had summoned him. He, unlike the others of his species, had a special protective covering to shield his photo-sensitive body from the sun. He had one orange eye, which was now gazing at Tykrol.

"Yes?"

"We have found the Protector of Earth," the Tetramand said. "Summon the others to the Main Room."

Ssyteth saluted and abruptly faded away.

* * *

Kylo stopped abruptly, faster than XLR8 could ever stop, causing him to crash into her. They both fell to the ground, XLR8 upside down, with his back to a wall. Kylo merely stood and brushed herself off.

"Ben, this is Ciron," she said, pointing.

XLR8 got up to see another familiar alien—a Lepidopteran. This one was a bit taller than Stinkfly, and the legs were wider, and more spread out, like Ben 10k's. The eyes were also more spread out, but there were still four of them. The alien just nodded.

"Yup, that's me," it said.

_Great,_ XLR8 thought. _Another girl that's tougher than me._

"What do you have against females, boy?" Ciron asked, taking a step forward. "Think we're not capable of anything? Huh? That it?"

XLR8 shook his head. "N-No!"

"Uncertainty," the female Lepidopteran said, shaking her head. "Denial." She tut-tutted and faced Kylo. "Main Room?" she inquired.

Kylo nodded. "Indeed."

"Wait!" XLR8 said, pointing to Ciron. "Weren't you—"

"Yes, I was once on Incarcecon," Ciron cut him off. "Is that a problem?"

"She is reformed," Kylo said simply. "You will respect her or you will be punished."

* * *

In the so-called 'Main Room', Ben (now in human form, amongst aliens, which he found unnerving) noticed that all along the wall were guards like the ones he saw in Tetrax's ship. They were holding not sticks, but dangerous gun-like weapons.

_Note to self: Stay away from mean-looking guys._

Just when he thought this, five figured entered the room, and the 'guards' took steps to the side to block the door.

"This isn't exactly what I call 'among friends'," Ben muttered.

"Then don't consider us 'friends'," Kylo said, sitting in a small chair and crossing her legs, serious. "Your Grandfather and Tetrax contacted us not long ago, telling us of your dilemma. I'm sorry to hear your cousin is missing, but I believe the Earth has more priorities over one simple human."

Ben had been looking over the other four that entered the room with Kylo. One was Tykrol, and another was Ciron. The other three he didn't know, but they were familiar. One was a Galvan, floating up at head's height on a small, levitating platform. He looked very similar to Azmeth, but he was much younger, that much was obvious. He was wearing a simple blue outfit with a white dot in the center. His eyes, though, were not the normal yellow color of the Galvans, but a very soft orange.

The other figure was an Ectonurite. This one was wearing a long blue cloak that went all the way to the floor, and would hide feet if he had any. The cloak had one white stripe down the center, and the sleeves were loose on his arms. His hands were clasped under the sleeves in a very dignified fashion as he observed Ben with one lone orange eye. Ben shuddered, realizing how close to Ghostfreak this one looked.

And the other was a familiar—if not frightening—face. A Pisccis Volann. This one had scales of a deeper blue than Ripjaws, though, and much larger teeth that extended from his lower jaw, jutting up to near his eyes. His eyes, though, were orange. He had the V-like 'cloth' that formed into a tail that Ripjaws had, but this one was white and blue, instead of black. He had on a heavy-looking black outfit. Around his neck was a mesh-looking thing that completely covered his gills. The mesh was a pale blue, and stuck out on him.

Ben looked from back and forth between the newcomers. They said nothing, only looking at Kylo and not even acknowledging Ben.

"Um…" he said slowly, waving his hand slowly. "I'm B-Ben."

"We know well who you are, little human," the Pisccis Volann said. "But you do not know who we are. I am Er're, Head of Naval and Aquatics."

The Ectonurite floated up to Ben—unlike Ghostfreak, this one did not emanate coldness. Ben could sense he was nice. "I'm Ssyteth, Head of Creative Intelligence."

"And I am Eurth," the Galvan said, his pedestal bringing him up to Ben. "I am Head of the Technology and Research."

"And you've already met Tykrol, Head of Offensive," Kylo announced, pointing to the white Tetramand. "And Ciron, Head of Defensive. And me. Head of the Armada."

"Okay," Ben said, fiddling with his fingers.

"You would do well to listen to us, Earthling," Ssyteth said slowly, his voice almost exactly like Ghostfreak's.

"Your grandfather is here," Er're added.

"Grandpa?" Ben repeated, straightening himself.

This wasn't good.

* * *

Waving a hand over the controls, the figure shut off the monitors.

He turned to his 'assistant'. "Slix Vigma," the shadowed figure said in a low tone. "Is the human restrained?"

"Indeed, master," the robot answered. "She will suit very well to you plan, O Great One."

The other figure emerged from the shadow to reveal a shapeless blob, almost like Upgrade. But this one was completely black, with two red eyes.

The dark figure approached the young girl, now bound by powerful energy gauntlets around her wrists, ankles, and torso. It grinned. Then, its form rippled, spreading out before rising back up, its shape completely different—now one of an Earthling girl, with red hair.

"Excellent," it said, its voice unlike its own. It laughed.

* * *

"Uh, h-hi Grandpa," Ben said slowly, waving.

"Benjamin Tennyson," his grandfather scolded, shaking his head in disappointment and crossing his arms smugly. "You need to calm down, and stop acting rashly like you are."

"Gwen's in trouble," Ben said. "Who knows what that shadow-guy will do to her?"

There was a sudden commotion—Ben felt it, sensed it, almost—and he turned around to see the six aliens of the Council were talking silently amongst themselves, in hushed tones, whispering frantically at his remark, for some reason. Even the guards lining the walls seemed uneasy, now.

Ben shrugged it off. "Please, let me find her. Earth is in no danger now. Even so, the Plumbers can defend it."

"Not alone; not without you," Tetrax said, coming up behind Max. "You were chosen to Protect the Earth after the defeat of Vilgax."

Ben gritted his teeth. "Well, did I get any say in this?"

Silence.

"You can't not care about Gwen," Ben added. Then, with a glare at the Council, who were now regarding him with interest, he said, "She's a Protector, too!"

Kylo blinked. She looked to Max. "You told him?"

Max nodded. "Sort of."

Kylo looked to Ben once more. "Ben. You protect the Earth. But we didn't pick you. Do you know who did?"

Ben slowly shook his head.

The Omnitrix beeped once.

Kylo smiled and nodded. "The Omnitrix did."

* * *

Kill me.

Sorry for taking so long! Writer's block, other things… I got my wisdom teeth pulled out last week. This past week has been hell on Earth.

Ow.


	8. Error!

**The Omni Wars**

* * *

**Chapter Eight: Error!**

"It did?" Ben looked down at the watch. "I thought it was just…a machine?"

"It's more than that," Kylo said simply.

"It's…alive?"

"Not in a sense, no," Eurth, the Galvan, said, rubbing his chin thoughtfully. "Azmeth was one of my close friends, and he shared with me the blueprints of the Omnitrix several decades ago—of course, then, it was just a fantasy he hoped to achieve. He was young then, and many Galvans hoped to invent new devices to help beings. I did not think his would work. It had the basics of bio-mecho technology, sort of the same type of technology that the Galvanic Mechomorphs of Galvan B are made up of. A living metal, if you will. But the Omnitrix has no true mind—only within its programming can it 'think'."

"Uh…thanks," Ben said, glaring a little, sort of unable to understand the small aliens.

"In short terms, it can think as much as any machine can, maybe further, without trying to control the being that wields it," Ciron said.

"Oh."

Ssyteth slowly floated over to Ben, his lone eye peering at the Omnitrix. Ben suddenly stumbled backwards, away from the ghost. "Don't you touch it!"

"I heard tales of the Ectonurite that controlled the Omnitrix from within," Ssyteth said. "It was because the being from which the DNA was obtained was evil. An Ectonurite's mind in embedded within even a single fragment of DNA, and the Omnitrix brought him back to life. But, I am not evil."

Ben looked at him. "You want your DNA on the watch?"

"The Ectonurites are dying out," Ssyteth said. "I am very young, even by my species' standards. I would like for my race to live on."

Ben looked uncertain. He looked to Kylo, wanting to know if she would approve of the ghost's request. She only sat in her chair, her eyes closed, giving her the appearance of dozing off. But even Ben knew she was listening to every word, absorbing everything, and now she seemed to be nodding.

"Last time carried too many risks," Ben said, shaking his head. "I'm sorry."

Suddenly, there was a loud crash, and the entire ship began to shake violently. Ben slipped and fell to the floor, unprepared for the sudden movement. He did not notice his Omnitrix glowing yellow.

"What is it?" Kylo yelled at the guards. They ran to a console on the far side of the room and opened a view to what was happening—a large ship crashed into their own.

"No-good lousy…" Tykrol began to mumble to himself.

"It's them again," Kylo said, folding her arms.

"'Them' who?" Ben yelled over the now-blaring siren. He looked at the ship on the fizzling viewing screen, watching as it actually dissolved into a puddle of something in space.

"The Mechomorphs," Eurth answered. "They have been enraged."

Ben didn't see any danger in that. "Maybe I can talk to them and—"

"No, Ben," Kylo said softly. "You do not understand. Turning into another Mechomorph would only fuel them, because…"

"Ben, they possess machines," Max said. "But they are machines."

"Though they are usually peaceful creatures," Eurth answered, "when enraged, as so, they are…cannibalistic."

"But you must not let them get to the Omnitrix," Tetrax said slowly. "Or they will be unstoppable by controlling your body."

"Why are they mad?" Ben asked.

"Unknown," Er're said in a gruff voice. "We must evacuate."

Suddenly, three shapes oozed underneath the sliding door, rising up to form the shapes of two Galvanic Mechomorphs—but red, not white or green. Everyone in the room backed away, save for the guards. They lined up, shields and weapons outwards to fend off any attack.

A green energy burst from the eyes of each of the Mechomorphs struck them all down.

Ben thought for a moment. Technologically advanced aliens…how to defeat them…? Then, he got an idea. "The most un-technologically advanced alien I have!"

Then, with a flash of green, he was…Wildmutt.

The Mechomorphs let out a primitive hissing noise at his transformation, and flew forward, arms extended backwards. They flew with stunning speed, and all three piled on top of Wildmutt, forcing him to the floor. Suddenly, as soon as they had grabbed him, they let go. They ran over to the main control console, all of them merging with the machinery. Then, a horrid screeching noise was heard, and the Mechomorphs tore the machinery right out of its place in the wall and abruptly vanished with it.

Suddenly, the whole place began to shake once more. Turning into a human once more, Ben looked around. "What is that?" he yelled over the deafening screaming sound that accompanied the shaking.

"The place is deteriorating!" Eurth yelled back. "We must evacuate!"

_Dibs on Tetrax's ship!_ Ben thought. He ran off down the hallway, noting how the metal was twisting, and jets of air were being sucked out in some places by the vacuum of space. Then, he heard a yell.

"—the station can be replaced; however, a lost Protector is irreplaceable! After him!"

"Tetrax, to your ship!"

_Why are they making such a fuss over me?_ Ben asked himself.

Suddenly, an invisible force slammed into his chest, forcing him back and causing him to slam into the wall nearest to him. He looked up into the lone, yellow eye of Ssyteth. The ghost alien glared at him none-too-nicely.

"This may be your only change, _boy_," he said, growling. "Error is strong and persistent. The reason the Omnitrix was made, and the ten original aliens chosen."

He grabbed the Omnitrix, throwing Ben to the floor once more. "Go! To your ship! Save your cousin!"

Ben stared in disbelief, and then scrambled to his feet, running off in the direction of his stolen ship. He turned into Atomix as a pit of fear formed in his stomach upon hearing the eerie wailing of the twisting metal. Not a moment too soon, in fact, for the whole place just suddenly fell apart, and all that was left of a magnificent space satellite was hunks of metal floating in space, which were all being grabbed by more Mechomorphs. There were about fifteen, and their eyes and lines on their bodies had returned to a calm green as they continued their work.

He quickly flew to his ship, getting behind the wheel as Ditto. The Mechomorphs just seemed to notice the small, high-tech ship they had missed, and were now coming at him, eyes red once more.

He turned into Upgrade and melded himself with the ship. The others suddenly stopped and watched him with an inquisitive gaze. They hovered in the quiet emptiness of space like that for a long time, before one made a sound.

_Beep._

Upgrade was startled that he could understand the beep—it sounded just like a regular beep, but would echo in his mind until it formed into words.

"_Contact?"_

He spoke in his human tongue. "I am Benjamin Tennyson, holder of the Omnitrix. Who are you?"

The aliens looked to each other, uncertain. _"Not contact,"_ another hummed. _"Not contact."_

Pause.

"Protector of Earth," Upgrade continued.

"_Contact. Initiate message."_

Suddenly, they all screamed one word.

"_Error! Error!"_

Plasma beams shot from their eyes, and Upgrade made a move to make the ship dodge. But the beams struck each other in front of him and the ship, broadening to form an image.

"You!"

The figure that had took his cousin was there, hovering in front of him in space. But, no, just an image, he reminded himself.

"Hello, Benny," the alien taunted. "How are things going?"

"Who are you?"

The figure chuckled. "So many questions. You do not deserve to know my name, human."

"Where is she?"

"Somewhere even you can't save her from."

"Let her go!"

* * *

Gwen slowly opened her eyes and sat up. "Wha-? What happened?"

She looked around. She was in complete darkness, so that didn't really help. She felt an immense weight on her whole body, not enough to crush her or cause discomfort, but enough for her to realize it was there and limit mobility some.

"What is this place?" she whispered, her voice echoing. "Ben?"

_Ben…en…en…en…en…_ her voice echoed through the empty space, ringing in her ears.

She stood slowly, shaking from the gravity. "Ben!" she called again.

Nothing.

Suddenly, she was aware of beeping sounds now, coming from all around her. Her eyes widened as green lights lit up everywhere—illuminated by a familiar alien.

There were thousands of them.

* * *

Sorry! Writer's block, STILL!! Blame school! I'm so sorry for taking a long time to update.

And for my SRMTHFG story... Same deal, but I'm working on it! Don't think I'm not!


	9. Old Faces

**The Omni Wars**

* * *

**Chapter Nine: Old Faces**

"Let me go!" Ben yelled. Somehow forced to human form and now captive to the Galvanic Mechomorphs, he yelled at them to release him. His arms were behind his back, and one of his captors had a hand melded with the Omnitrix to prevent its use. But the aliens were monotone, only obeying their 'master'.

He growled at the face of the evil one behind his cousin's capture. The Mechomorphs seemed to cower in this one's presence, and did as they were told. They lifted him off his feet and carried him out of the ship, into another one, controlled by a Mechomorph.

They threw him inside, and one of them followed him in. The other went back to the _Diamond Aura_, and pressed its hands against the controls, melding with the ship. Ben watched as it powered up and flew off.

"Hey!" Ben growled.

"You are a very special human indeed," the cold voice said through the speakers of the ship. "Pitiful, how the Omnitrix chose you, though. You cannot even use it to its fullest, and even those who had nothing to do with its creation know more about it than you."

Ben was strapped down in a chair in between two Mechomorphs who stood on either side of him, ready to catch him should he escape.

"What do you want?" Ben demanded.

"What do you expect?" the voice said. "Complete control…of Earth."

"Why Earth? There are probably thousands of other better worlds out there! Mess with them and not mine!"

"Ah, but Earth is the center of a very powerful energy source. Why do you think so many aliens hope to control it? But, now, it is the center of two very powerful energy sources." The voice paused. "And I now have _one_."

* * *

Gwen backed away as the lights grew stronger, revealing thousands of Galvanic Mechomorphs. They were all different colors—green, red, blue, orange, yellow, white, grey, pink, purple, and even multi-colored. They were all looking at her, unmoving.

Suddenly, one approached her. She watched it closely, but didn't move. It was one of the few multi-colored ones. It touched her cheek with one finger, then let out a beep.

All the others began beeping as well, then finally stopped all together.

"_Who are you?"_ the rainbow one asked.

Gwen started. It could talk?

"Um… I'm G-Gwen," she answered.

"_Error has taken a human this time,"_ a pink Mechomorph said, its voice monotone, like all the rest.

"_He has gone too far!" _another chimed in.

"_A female nonetheless!"_

"_Poor soul!"_

"What do you mean 'error'?" Gwen questioned.

The Mechomorphs paused. _"Error is error," _the rainbow one said.

A red one stepped forward, pushing the other back gently. _"Do you want to confuse the girl?"_ it asked. It turned to her. _"I apologize. They know no other way to speak your tongue."_

Gwen nodded. "How can you?"

"_I am an advanced version,"_ it said. _"My name is Alpha."_

"Um, nice to meet you?" Gwen asked, unsure of what to say.

"_Likewise."_

"So…" Gwen muttered. "Where are we?"

Alpha seemed to growl. _"We are in the darkest regions of space, where few ever travel."_

"And that is…"

"_Within a black hole."_

* * *

"So…" Ben said, glancing to the two aliens at his sides. "I take it you do this for a living?"

No answer.

"Does this job pay well?"

Nothing.

"You know, you guys' social abilities suck."

Still nothing.

Ben glared. "So…where are you taking me?"

"Somewhere where you won't try to interfere with my plans," the eerie voice said.

Suddenly, electricity coursed through Ben's body, causing him to scream in pain. His vision began to fade, but he saw something that looked like metal, floating in space…

* * *

"A black hole?" Gwen echoed. "How is that possible?"

"_I am not sure how Error manages to create and control a black hole to contain us,"_ Alpha said.

"Okay, so who—or what—is Error?" Gwen asked.

Alpha sighed. _"Every programming, no matter how advanced, always has a defect or an error. The Galvanic Mechomorphs are computerized beings, but accidentally created by the Galvans. A virus was also created, and morphed into a single Galvanic Mechomorph we call Error."_

"So why are you all trapped in here?"

There was a collective static-like sigh from all the aliens behind her. They all looked to their feet, and one said, "We've been trapped for a millennia."

"He is more powerful than us," another said.

"We had no choice."

"Obey."

"The history of our race was all but peaceful," Alpha said. "We were always being captured, enslaved, researched, dissected, and more. Until one day. A young, newly morphed Galvanic Mechomorph ventured to Galvan Prime, hoping to come up with a peaceful solution to aid our kind. His name was Anber. And the first Galvan he met was a young one…named Azmeth."

Gwen blinked.

"They became friends, and Azmeth used the technology adaptive of the Mechomorph race to create a manufacture-able living metal, one that could grow of its own will. It brought recognition to our people. It began to be used in most Galvanic machines, as well as others.

"Of course, soon, Anber and Azmeth became more secretive with their creations, and soon vanished altogether. No one searched, but they were remembered. Then Azmeth appeared with the prototype of his new creation—the Omnitrix."

Gwen's eyes widened. "But, wait, what does this have to do with…Error?"

"A specific Mechomorph was always created with a defect—or in this case, a improvement—in their circuitry. Since most Mechomorphs are invulnerable to computer viruses and normal mechanical defects, we have no ability to remove viruses from ourselves once we _do_ get infected, which is rare. Anber, on the other had, had a powerful viral removal 'program' 'downloaded' on him, so to speak. Error found this out and destroyed Anber, his only threat, the last Mechomorph 'born'. But both Anber and Azmeth saw this coming. The Omnitrix was still being developed, but the basic DNA Absorption program worked perfectly."

Gwen finally understood.

"Anber's DNA is forever preserved in time—in the Omnitrix," Alpha finished. "So is Azmeth's."

* * *

Ben's eyes slowly opened. There was a hissing and a scuttling sound as he slowly sat up, lifting a hand to his head. "What happened?"

There were strange noises around him, and none of them sounded friendly. He looked around and shook his head to clear the blurriness…and he shrieked and scrambled to his feet. All around him, every inch of the floor, were aliens. All kinds of them, and though he had never really known them, he knew who they were and where he was.

"Incarcecon," he growled, gritting his teeth together. He had learned about it. Even for one with the Omnitrix, it was an impossible-to-escape prison.

_Nearly impossible,_ he corrected himself with a determined grin. Because he was going to show them all what a human could do.

Suddenly, he was thrown against the wall by a rather large alien—a Tetramand with an eye patch, one he recognized from when Tetrax pinned it to the wall. It held him by the shirt against the wall as many others crowded around.

"Well, well, well," the Tetramand said. "The human decided to show his face here again. Here for revenge?"

The other aliens snickered, some holding bars and pipes they got from various parts of the jail out menacingly.

* * *

Again, writer's block _**SUCKS**_! Sorry for the wait, and I hope you all are still reading this! Please review!


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